Tenant shall contract for and pay directly when due for all gas, light, power, telephone and data, sprinkler charges, cleaning, waste disposal in excess of that provided by Landlord, and other utilities and services (the “Services”) used on or from the Premises, penalties, surcharges or the like pertaining thereto. If any such Services are not separately billed or metered to Tenant, Tenant shall pay an equitable share, as determined in good faith by Landlord, of all charges jointly billed or metered with other premises in the Project. Tenant shall also be responsible and pay for any personal property, sales, use or income taxes associated with Tenant’s use or occupancy of the Premises, insurance required to be carried by Tenant under the Lease, and Tenant’s repair and maintenance duties under the Lease.

Notice to Tenant. After notice is given to Tenant by ​ that the Landlord is in default under the Mortgage and that the rental payments due under the Lease should be paid to ​ pursuant to the terms of the assignment of leases and rents executed and delivered by Landlord to ​ in connection therewith, Tenant shall thereafter pay to ​ or as directed by the ​, all rentals and all other monies due or to become due to Landlord under the Lease and Landlord hereby expressly authorizes Tenant to make such payments to ​ and hereby releases and discharges Tenant from any liability to Landlord on account of any such payments.

Tenant Maintenance Obligation. Tenant, at Tenant’s sole cost and expense, shall promptly make all repairs and replacements, and perform all maintenance in and to the Premises to keep the Premises in good operating condition and repair, in a clean, safe and tenantable condition, well-ventilated and moisture-controlled, and otherwise in accordance with all Laws and the requirements of this Lease. For purposes of this [Section 8.1], the Premises shall be deemed to include the restrooms, access corridors, and elevator lobbies on floors fully leased by Tenant, if any. Tenant shall also maintain, repair and replace all fixtures, furnishings and equipment located in, or exclusively serving, the Premises in a clean, safe and sanitary condition, shall take good care thereof and make all required repairs and replacements thereto. Without limiting the generality of the foregoing, Tenant shall maintain throughout the Lease Term, at Tenant’s sole cost and expense, all Tenant Items and shall keep in force customary maintenance and service contracts for any supplemental HVAC system in the Premises, if any. Tenant shall give Landlord prompt written notice of any defects or damage to the structure of, or equipment or fixtures in, the Building or any part thereof, or any mold or moisture condition, of which Tenant has knowledge. Tenant shall suffer no waste or injury to any part of the Premises, and shall, at the expiration or earlier termination of the Lease Term, surrender the Premises in an order and condition equal to or better than that on the Lease Commencement Date, except for ordinary wear and tear and as otherwise provided in [Article XIII] or [Article XVII]. Tenant shall follow a reasonable program of regular maintenance and repair of the Premises and shall replace worn out items promptly when reasonably necessary. Except as otherwise provided in [Article XVII], all injury, breakage and damage to the Premises and to any other part of the Building or the Land caused by any negligence or willful misconduct of any Agent or Tenant, shall be repaired by and at Tenant’s expense, except that if either an emergency condition exists or the Lease Term has expired or Tenant fails to commence and diligently prosecute to completion repair of any such injury, breakage or damage within a reasonable period (not to exceed thirty (30) days) following Tenant’s receipt of notice from Landlord, then Landlord shall have the right at Landlord’s option to make any such repair and to charge Tenant for all reasonable costs and expenses actually incurred by Landlord in connection therewith (except Landlord shall refrain from taking such action where Tenant’s repairs are in process and proceeding with reasonable diligence).

Tenant Termination Rights. Tenant shall have the right to terminate this Lease by providing written notice to Landlord (which date of such termination shall be not more than thirty (30) days after the date of Tenant’s notice to Landlord):

Installation By Tenant. Prior to commencing installation, Tenant shall provide Landlord with # copies of all required governmental and quasi-governmental permits, licenses and authorizations required to install and operate the Tenant’s Roof Equipment (Landlord hereby agreeing to reasonably cooperate with Tenant in Tenant’s obtaining of such permits and approvals at no out-of-pocket costs to Landlord), all of which Tenant will obtain at its sole cost and expense and which Tenant will maintain at all times during the operation of the Tenant’s Roof Equipment, and # a certificate of insurance evidencing insurance coverages as required under this Lease. Tenant shall not install or operate any of the Tenant’s Roof Equipment until it receives prior written approval of the plans for such work in accordance with [Article IX]. Landlord may withhold approval if the installation or operation of Tenant’s Roof Equipment reasonably would be expected to damage the structural integrity of the roof or will impair or void any roof warranty. All of Tenant’s Roof Equipment shall be screened or otherwise reasonably designed so that it is consistent with the high quality nature of the Property as reasonably designated by Landlord or as required by any Law.

Tenant shall # repair any damage to the roof of the Building to the extent caused by the installation or operation of the Tenant’s Roof Equipment, # operate and maintain the Tenant’s Roof Equipment so that it does not cause interference with any telecommunications, mechanical or other systems located at or servicing the Building as of the date of Tenant’s installation of Tenant’s Roof Equipment, # Tenant shall always comply with the roof warranty governing the protection of the roof and modifications to the roof provided Tenant has first been provided with a copy of any such roof warranty, and # install, maintain and operate the Tenant’s Roof Equipment in accordance with all applicable Laws. Tenant agrees that the installation, operation and removal of the Tenant’s Roof Equipment shall be at its sole risk, except to the extent any injury or damage is due to the gross negligence or intentional misconduct of Landlord and/or Landlord’s Representatives. Tenant shall indemnify and defend Landlord and other Landlord Parties against any Claims incurred in connection with the loss of life, personal injury, damage to property or business or any other loss or injury arising out of the installation, use, operation, or removal of Tenant’s Roof Equipment by Tenant or its employees, agents, contractors, or invitees, including any liability arising out of Tenant’s violation of this [Article XXX].

Tenant Estoppel Certificates. (a) ​ shall have received estoppel certificates in the form required hereunder (or, if a tenant has modified an estoppel certificate, such modifications are otherwise reasonably acceptable to ​) and dated no more than thirty (30) days prior to the Closing Date (the “Estoppel Certificates”) from the Required Tenants. For purposes hereof, the term “Required Tenants” shall mean and refer to any combination of tenants of the Properties that lease at least seventy percent (70%) of the aggregate rentable space that is leased as of the Effective Date pursuant to the Leases. The Estoppel Certificates executed by tenants shall be in substantially the form of [Exhibit F]; provided, however, that an Estoppel Certificate executed by a tenant shall not be deemed an unacceptable Estoppel Certificate for purposes of this [Section 7.2.2.1] if it # contains the qualification by the tenant of any statement as being to its knowledge or as being subject to any similar qualification or # does not contain any more information than that which the tenant is required to give in any such certificate pursuant to its Lease. ​ agrees that even though ​’s receipt of estoppel certificates from all tenants under the Leases is not a condition to the Closing of the transactions contemplated hereunder, ​ shall use commercially reasonable efforts to obtain Estoppel Certificates from all of the tenants under the Leases.

Tenant Notice Letters. A notice to the tenants regarding the sale in the form of [Exhibit E] attached hereto (the “Tenant Notice Letter”), executed by ​; and

Tenant Notice Letter. The Tenant Notice Letter executed by ​; and

Tenant’s Representations. Tenant hereby represents and warrants to Landlord that as of the Effective Date: # all of Tenant’s estate, right, title and interest in and to the Lease is free and clear of assignments, sublettings, liens and encumbrances; # the Lease is in full force and effect; # Tenant is presently in possession of the Premises and has paid (and continues to pay) all Rent and any other charges or sums due under the Lease as the same become due and payable; # the Lease has not been modified, supplemented or amended in any way, except as may be set forth in this Sixth Amendment; # Tenant is not aware of any actionable defenses, claims or set-offs under the Lease against rents or charges due or to become due thereunder; and # this Sixth Amendment has been duly authorized, executed and delivered by and on behalf of Tenant and constitutes the valid and binding agreement of Tenant in accordance with the terms hereof.